Taiying International Inc., Zhili Wang, Chief Executive Officer and Chairman of the Board and Director; Debao Wang, Chief Financial Officer; Guoan Xu, Director and Vice President; Qingmao Zhang; Long Lin; Jishan Sun; and certain other shareholders entered a definitive agreement to acquire the remaining 28.9% stake of China Customer Relations Centers, Inc. (NasdaqCM:CCRC) for $34.5 million on March 12, 2021. The consideration comprises of a payment of $6.5 per share in cash. The Buyer Group entered a rollover and support agreement wherein they agree to the cancellation of a certain number of common shares beneficially owned by them for no consideration at the effective time of the merger and to subscribe for a corresponding number of newly issued ordinary shares of the Merger sub. The Rollover Agreement will terminate immediately upon the valid termination of the Merger Agreement. The Buyer Group has entered a debt commitment letter pursuant to which China Merchants Bank Co., Ltd. has agreed to provide a secured term facility for the merger for an aggregate amount of up to $42 million, subject to certain conditions. Post transaction, China Customer Relations Centers, Inc. will merge with Taiying International Inc. China Customer Relations Centers, Inc. will be continuing as the surviving company and a wholly owned subsidiary of Taiying Group Ltd. If completed, the merger will result China Customer Relations becoming a privately-owned company and, its shares will no longer be listed on The Nasdaq Capital Market. China Customer Relations will not change its name and will continue operating under China Customer Relations Centers, Inc. At termination, China Customer Relations will pay a fee of $1.5 million and the Buyer Group will pay a fee of $3 million. The transaction is subject to various closing conditions, including China Customer Relations’ shareholders’ approval. The Board of Directors, acting upon the unanimous recommendation of the special committee, approved the agreement, and resolved to recommend that China Customer Relations’ shareholders vote to approve the agreement and the merger. The Special Committee is composed solely of independent directors of China Customer Relations who are unaffiliated with the Buyer Group or management. An extraordinary general meeting of shareholders of China Customer Relations Centers, Inc will be held on June 18, 2021 to approve the transaction. As on June 18, 2021, the shareholders of China Customer Relations Centers approved the transaction. The transaction is expected to close in the second quarter of 2021. Houlihan Lokey (China) Limited acted as financial advisor and fairness opinion provider while Stephanie Tang of Hogan Lovells and Carey Olsen Hong Kong LLP acted as legal advisors to the Special Committee of China Customer Relations. Commerce & Finance Law Offices and George Weston of Harney Westwood & Riegels acted as legal advisors to the Buyer Group. Haneberg Hurlbert, PLC acted as legal advisor to China Customer Relations Centers. Taiying International Inc., Zhili Wang, Chief Executive Officer and Chairman of the Board and Director; Debao Wang, Chief Financial Officer; Guoan Xu, Director and Vice President; Qingmao Zhang; Long Lin; Jishan Sun; and certain other shareholders completed the acquisition of the remaining 28.9% stake of China Customer Relations Centers, Inc. (NasdaqCM:CCRC) on July 6, 2021. Jessica Zhou, Stanley Zhou, Chunlong Xu, Eli Han, Tom Shoesmith, Bryan Lo, Candice Chan, Zhongyun Yi, Ariel Shi and Chuyi Sheng of King & Wood Mallesons has acted as China, Hong Kong and US counsel to China Merchants Bank.